DEBT AND DEBT - RELATED PARTIES | 4. DEBT AND DEBT - RELATED PARTIES The following is a summary of the Company’s debt outstanding as of March 31, 2024, and December 31 2023: SCHEDULE OF DEBT AND DEBT - RELATED PARTIES March 31, 2024 December 31, 2023 Senior Secured Promissory Notes $ 1,025,000 $ 1,025,000 Senior Secured Promissory Notes - Related Parties 750,000 750,000 Fixed-Rate Mortgage Loans 29,328,787 29,570,185 Variable-Rate Mortgage Loans 4,637,955 4,675,585 Other Debt, Subordinated Secured 741,000 741,000 Other Debt, Subordinated Secured - Related Parties 150,000 150,000 Other Debt, Subordinated Secured - Seller Financing 7,957 15,105 Financed Insurance Premiums 756,453 875,027 Debt and Debt – Related Parties, Gross 37,397,152 37,801,902 Unamortized Discount and Debt Issuance Costs (475,480 ) (555,367 ) Debt and Debt – Related Parties, Net of Discount $ 36,921,672 $ 37,246,535 As presented in the Consolidated Balance Sheets: Current Maturities of Long-Term Debt, Net $ 10,926,610 $ 11,170,100 Short term debt – Related Parties, Net 900,000 900,000 Long-Term Debt, Net 25,095,062 25,176,435 The weighted average interest rate and term of our debt are 3.84 12.79 4.15 14.12 Corporate Senior and Senior Secured Promissory Notes As of March 31, 2024, and December 31, 2023, the senior secured notes are subject to annual interest ranging from 10 11 October 31, 2021 1.67 844,425 In 2017, $ 600,000 425,000 1.2 For every $10.00 in principal amount of note, investors got one warrant exercisable for one year to purchase an additional share of common stock at an exercise price of $ 7.50 120,000 225,000 125,000 10 December 31, 2018 100,000 10 December 31, 2018 11 10,000 5.00 October 31, 2021 25,000 10 December 31, 2018 In October 2017, the Company sold an aggregate of $ 300,000 10 October 2020 For every $10.00 in principal amount of note, investors got one warrant exercisable for one year to purchase an additional share of common stock at an exercise price of $ 7.50 150,000 10 150,000 10 October 31, 2020 11 15,000 5.00 October 31, 2021 In October 2018, the Company, through a registered broker-dealer acting as Placement Agent, undertook a private offering to accredited investors of Units, each Unit consisting of an 11 due in three years one Warrant for each $10.00 in principal amount of Note exercisable for three years to purchase a share of Common Stock at an exercise price of $ 5.00 1,160,000 1,092,400 67,600 11,100 21,453 1.075 10 1.075 October 31, 2021 875,000 On January 17, 2020, the Board of Directors agreed to increase the total offering amount and extend the period of its 2018 Offering of 11 2,500,000 60,000 100,000 100,000 6,000 10,000 0.50 October 31, 2021 150,000 15,000 5.00 October 31, 2021 Effective June 27, 2023, pursuant to an Allonge and Modification Agreement a Majority in Interest of the senior secured note holders agreed to extend the maturity date of the notes to December 31, 2024 11 10 177,500 5 December 31, 2024 84,352 On March 29, 2023, the Company entered into a short-term subordinated secured promissory note of $ 501,006 6.75 July 5, 2023 September 5, 2023 7.5 Mortgage Loans and Lines of Credit Secured by Real Estate Mortgage loans and other debts such as line of credit here are collateralized by all assets of each nursing home property and an assignment of its rents. Collateral for certain mortgage loans includes the personal guarantee of Christopher Brogdon, formerly but no longer a related party, or corporate guarantees. Mortgage loans for the periods presented consisted of the following: SCHEDULE OF MORTGAGE LOAN DEBT Number of Total Face Total Principal Outstanding as of State Properties Amount March 31, 2024 December 31, 2023 Arkansas (1) 1 $ 5,000,000 $ 3,709,826 $ 3,739,786 Georgia (2) 5 $ 17,765,992 $ 15,325,521 $ 15,457,026 Ohio 1 $ 3,000,000 $ 2,543,200 $ 2,563,000 Oklahoma (3) 6 $ 13,181,325 $ 12,388,196 $ 12,485,958 13 $ 38,947,317 $ 33,966,743 $ 34,245,770 (1) The mortgage loan collateralized by this property is 80 0.25 14,350 170,981 (2) The Company refinanced two of its mortgages that would have matured in June and October of 2021 amounting to $ 2,961,167 3,289,595 (3) The Company refinanced all three mortgages in July 2021, that would have matured in June and July of 2021 amounting to $ 2,065,969 750,000 500,000 June 2027 35 2.38 Subordinated, Corporate and Other Debt Other debt due at March 31, 2024 and December 31, 2023 includes unsecured notes payable issued to entities controlled by the Company used to facilitate the acquisition of the nursing home properties. SCHEDULE OF OTHER DEBT Total Principal Property Face Amount March 31, 2024 December 31, 2023 Stated Interest Rate Maturity Date Goodwill Nursing Home $ 2,030,000 $ 741,000 $ 741,000 13% Fixed 30-Nov-25 Goodwill Nursing Home – Related Party 150,000 150,000 150,000 13% Fixed 30-Nov-25 Higher Call Nursing Center (1) 150,000 7,957 15,105 8% Fixed 30-Nov-25 $ 2,330,000 $ 898,957 $ 906,105 (1) In connection with the acquisition of Higher Call, the Company executed a promissory note in favor of the Seller, Higher Call Nursing Center, Inc., in the principal amount of $ 150,000 The Company’s corporate debt as of March 31, 2024, and December 31, 2023 includes unsecured notes and notes secured by all assets of the Company not serving as collateral for other notes. SCHEDULE OF UNSECURED NOTES AND NOTES SECURED BY ALL ASSETS Total Principal Series Face Amount March 31, 2024 December 31, 2023 Stated Interest Rate Maturity Date 11% Senior Secured Promissory Notes $ 1,255,000 $ 1,025,000 $ 1,025,000 10% Fixed 31-Dec-24 11% Senior Secured Promissory Notes – Related Party $ 750,000 750,000 750,000 10% Fixed 31-Dec-24 $ 2,005,000 $ 1,775,000 $ 1,775,000 |